Loading...
Answers
MenuCan a C Corp be the owner of and fund several LLC's? Can these LLC's have the same paid Directors?
This question has no further details.
Answers
Yes! But is very tricky. I have a C Corp own two LLCs. You should have separate board of directors in the C Corp that are not owners in the LLCs. Pay through bonuses rather than salaries and aggregate expenses of the LLCs as op. expenses as SBUs of the corp.
The reasons for having a C own LLCs can vary, my reasons were that it allows me to join or create new ventures without having to formalize them with dedicated teams, just cycle my team to different efforts while seperatig expenses, not reporting publicly what is being worked on, and if the product takes off the formation is already there to grow the product into a division or umbrella product of my main company.
LLCs are easy to form, while C corps are not...
One example would be having a conglomerate of investors under a c corp and have advisors and creating an LLc for each new rental construction development project completed. Each is his own, if something goes wrong the LLC covers the C entity- this protecting its investor members.
Best of luck!
Humberto Valle
#unthink
This is one of those areas that I'd HIGHLY recommend paying for some professional advice (like a CPA or tax attorney) and/or reaching out to your local SBA office. Mis-steps in this area can cost you thousands, even if you have little to know revenue, because of filing requirements and penalties.
Here's the link to the SBA office finder:
https://www.sba.gov/content/find-local-sba-office
Hope that helps!
Ken Clark
Coach, consultant, and therapist to entrepreneurs
Yes, however you must maintain separate accounting books for each. If you simply use them to shift money around you could create additional liability.
It also depends on what your seeking to accomplish. Typically if the Corp had LLCs they have different partners in each or different sets of projects or products. For example a home builder might structure several LLCs (Home Sales Phase 1, LLC then Home Sales Phase 2, LLC) whereas each LLC will be funded by a different round of fund raising and build 20 homes each in a master community of 100 homes.
To the first question, yes. This is a common structure for creating subsidiaries, operating units, and joint ventures. If the LLC just has a single member--the C Corp parent--then it will be disregarded for tax purposes, and all LLC revenue and expenses will be reflected on the parent's tax return. If the LLC has multiple members--as in the case of a joint venture--the LLC's revenue and expenses will be allocated as set out in the operating agreement. (Yes, you need an operating agreement. And as with any multi-member LLC, the taxes can get pretty complicated.) As for funding, in each scenario that simply involves moving money from the C Corp to the LLC, either in exchange for membership interests or as a subsequent capital contribution. Money _can_ move back and forth between the entities, just make sure you're keeping records and obeying tax laws.
To the second question, strictly speaking the answer is no, the LLC can't have the same directors because LLCs do not have directors. LLCs have "members," which are the LLC equivalent of stockholders, and "managers," who oversee operations. Managers are the closest thing an LLC has to a directors, and in some cases managers are organized as a board. But managers often have more day-to-day responsibility than corporate directors. Conceptually they are somewhat of a director/officer hybrid. An LLC can also have true officers, though LLC statutes give them little or no attention, so you'll have to define all officer roles and responsibilities in the operating agreement.
The directors of the C Corp parent can absolutely serve as the managers of an LLC subsidiary, whether wholly owned or a joint venture. Keep an eye out for fiduciary conflicts in these cases. They can be waived pretty easily in the LLC operating agreement--which is common in joint ventures--but not so with the corporation. You might also have a C Corp officer serve as the manager of an LLC if the LLC holds a subsidiary in that officer's domain.
A word of warning. Increasingly courts are holding that an LLC structured to mimic a corporation--particularly one with a board of managers that looks like a corporate board of directors--will be subject to corporate-style fiduciary duties, including obligations to members equivalent to the obligations a board owes to its shareholders in the corporate context. This can be a serious problem in many situations, particularly joint ventures where each venturer has an independent, often competing operation.
Yes, it is okay for a C corporation to hold an interest in several LLC's. The only caveat is if you have an LLC that makes an election to be taxed as an S corporation. LLC's are eligible to make an S election, however, there are limitations on who can be a shareholder in an S corporation. S corporation shareholders are limited to natural persons and certain types of trusts, so a C corporation cannot hold stock in an S corporation. If the LLC is treated as a disregarded entity for federal tax purposes, or the LLC filed an election to be taxed as a C corporation, then there shouldn't be an issue. If the LLC's are wholly owned by the C corporation, the C corporation is the sole Member of the LLC, and can appoint the Directors to be Managers of the LLC. Each LLC should maintain separate books and records and have its own LLC operating agreement.
Related Questions
-
How can I go about finding a business partner for my startup?
Hello! Aside from the typical website platforms, I would recommend using Twitter's hashtags and user handles. Try following and using the ones that your potential prospect or otherwise ideal partners would be following and start sharing about your work, your progress, and outreach for a potential partner. If possible try to be local when doing so. But obviously, some to use include Startups.co, Basecamp, Inc 500, yesPHX, BetaBulls, MPV, Lean Startup, Lean Methodologies, TechCrunch, etc.HV
-
How do we get our clients to give us a personal introduction to other people who are capable of becoming clients?
The one word answer is: ask! Make it a process to systematically ask every client for referrals. Referrals from happy customers are indeed one of the best ways to generate new business. When and how to ask is a matter of taste and practice. Let me give you two examples which apply to B2B. 1. Ask as soon as your prospect has made his buying decision. From Steli Efti, Startup Sales Guide - www.startupsalesguide.com "When a prospect has already made a buying decision, say: Great, but I can’t let you buy just yet. Right now, we are a startup. This means we focus all our energy, time and resources on delivering as much value as we can to our customers. We don’t have a big marketing budget. If you are happy with our product, please recommend us to others who you think might benefit from our solution as well.” 2. Ask when you are about 2/3 of a project, or when you have significantly progressed in the relationship with your buyer. Here is some great material by Alan Weiss: - Asking For Referrals: https://www.youtube.com/watch?v=pXJXukZB94s - How to maximize a referral: http://www.contrarianconsulting.com/how-to-maximize-a-referral/ Hope that helps. Put it into practice this week and let us know how it goes!NB
-
How do I become a consultant?
STOP!!! DON'T DO IT. GO GET A REAL JOB!! PLEASE! You don't plan to be a consultant. You become a consultant because the experience and wisdom you have is so obvious that those around you are eager to pay you for your insight. It's a calling -- not a job. Giving your "business advice" to a startup is like telling a 2-year-old to go "poo poo in th potty" -- anyone can do it. You just have to be a little bit more sophisticated than a baby. To service people who have money (and who are serious about how they spend that money) you need to take you game to a whole new level. I suggest you intern or partner with an amazing consultant who does this already. Learn. Do the gritty work that no one else is wiling to do. Everyone is a coach. Right? Drink a beer on game day and you supposedly know more than than the dude on the sidelines with the clipboard. But is that "really" the case? Of course not... DON'T BE A COACH. BE A LEADER.DW
-
What is the best way to capture and track referrals directed from a landing page?
There are a few ways to track things automatically, but they get complicated: - referral program software - Give your referrers special URL's with parameters that identify them as the referrer (like http://url.com/?referrer=JohnDoe), then push that value into a hidden form field - Create a separate landing page for each referrer I'd keep things much simpler to start. Just tell your social club that there's a referral program in place, then add a form field on your signup process asking who referred the new customer. If John Doe knows that there's a program in place, when he refers someone, he's likely to tell them "make sure you say I referred you". When the new customer joins, they'll likely remember to enter "John Doe" as the referrer. It's not bullet proof, but it's an easy way to start.CD
-
What are the best ways to define and validate a new business concept?
Face to Face will always be better. The reason is because to get to the root of an issue or to what really drives a person, you need to ask WHY 5 times. Only then you can offer a solution that will be irresistible to your prospects. Let's try with an email survey. 1. What is your biggest struggle when you want to expand abroad? __________ 2. Why? __________ 3. Why? __________ 4. Why? __________ 5. Why? __________ You look like a freak, right? Now in a normal conversation, it would go something like: Oh, your biggest challenge is costs? Tell me more about it. Yes, i just don't have enough cash flow to open an office abroad. Where is your cash flow going instead? (that's a hidden why) It's going into our local activities. Why do you prefer spending money locally? Because we get more return on investment. etc etc.. I'm happy to jump on the phone to test this technique (it feels a bit awkward at the beginning but with some training it becomes natural). SerenaSD
the startups.com platform
Copyright © 2025 Startups.com. All rights reserved.